Does the Anago Personal Guaranty apply to each owner of the subfranchisor?
Anago Franchise · 2025 FDDAnswer from 2025 FDD Document
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- GUARANTOR'S Covenants, Representations and Guaranty. In consideration of and as an inducement to the execution of the Franchise Agreement by FRANCHISOR, you hereby personally, irrevocably and unconditionally:
- a. represent and warrant to FRANCHISOR that the exhibits/attachments to the Franchise Agreement are accurate and complete;
- b. guarantee the prompt payment and performance of all Obligations (as hereinafter defined) of SUBFRANCHISOR under the Anago Agreements;
- c. agree to be personally bound by, and personally liable for the breach of, each and every provision in the Franchise Agreement and each and every provision in any of the Anago Agreements, as if you were the SUBFRANCHISOR; and
d. agree not to divert any assets to other parties in order to avoid any debt covered by this Guaranty.
The term "Obligations" means the payment of all debts, liabilities and obligations of SUBFRANCHISOR to FRANCHISOR arising under the Anago Agreements, whether direct, indirect, absolute, contingent, matured or unmatured, extended or renewed, wherever and however incurred, together with all costs of collection, compromise and enforcement, including reasonable attorneys' fees, and the prompt performance of each and every covenant, agreement and condition set forth in any of the Anago Agreements.
Source: Item 23 — RECEIPTS (FDD pages 62–298)
What This Means (2025 FDD)
According to Anago's 2025 Franchise Disclosure Document, the personal guaranty applies to each owner of the subfranchisor. Specifically, each owner agrees to be personally bound by and liable for any breaches of the Franchise Agreement or any Anago Agreements, as if they were the subfranchisor. This obligation ensures that Anago can seek recourse directly from the owners for the subfranchisor's debts, liabilities, and performance obligations.
The guaranty covers all debts, liabilities, and obligations of the subfranchisor to Anago arising under the Anago Agreements. This includes all costs of collection, compromise, and enforcement, such as reasonable attorney's fees. The guaranty is absolute, unconditional, continuing, and unlimited, regardless of the validity or enforceability of any obligations, even in cases of bankruptcy.
Furthermore, the document outlines several waivers by the guarantor, including waiving notices of acceptance, demand for payment, and any right to require action against the subfranchisor before pursuing the guarantor. The guarantor's liability is joint and several with the subfranchisee and any other guarantors, meaning Anago can pursue any guarantor for the full amount owed. The guaranty remains in effect even if there are extensions, modifications, or amendments to the Franchise Agreement or other Anago Agreements, and it is not affected by the death or incapacity of any guarantor.